We are interested in elucidating the three-dimensional structure of the teleost pineal body outer segment. Serial semi-thick (100-200nm) thick sections are imaged on the JEOL-1000 HVEM, the negatives digitized, and the cells modeled using the IMOD reconstruction software developed in the Boulder 3D laboratory. Portions of six outer segments have been reconstructed and 3D models show a unique supportive cell structure that surrounds the outer segment. We are currently in the process of setting up the IMOD modeling software package in our laboratory to continue these studies. [unreadable]